BDO Unibank Vol1 2014

Embed Size (px)

Citation preview

  • 8/18/2019 BDO Unibank Vol1 2014

    1/33

  • 8/18/2019 BDO Unibank Vol1 2014

    2/33

    CORPORATE PROFILE

    FINANCIAL HIGHLIGHTS

    MESSAGE FROM THE CHAIRMANEMERITUS

    MESSAGE FROMTHE CHAIRPERSON

    MESSAGE FROMTHE PRESIDENT & CEO

    REVIEW OF OPERATIONS:ECONOMIC ENVIRONMENT

    REVIEW OF OPERATIONS:OPERATIONAL HIGHLIGHTS

    AWARDS AND CITATIONS

    CORPORATESOCIAL RESPONSIBILITY

    CORPORATE GOVERNANCE

    BOARD OF DIRECTORS

    DIRECTORS’ PROFILE

    STATEMENTS OFMANAGEMENT’S RESPONSIBILITYFOR FINANCIAL STATEMENTS

    STATEMENTS OFFINANCIAL POSITION

    STATEMENTS OFINCOME

    MANAGEMENT DIRECTORY

    PRODUCTS AND SERVICES

    BDO GROUP OF COMPANIES

    2

    3

    4

    5

    6

    8

    9

    24

    27

    33

    40

    42

    48

    49

    50

    51

    56

    58

  • 8/18/2019 BDO Unibank Vol1 2014

    3/33

    3

    BDO 2014 ANNUAL REPORT 3

    F I  NAN C I  AL HI   GHL I   GHT  S 

    2 www.bdo.com.ph

    CORPORATEMISSION

    To be the preferred bank in every market we serve.

    CORPORATE PROFILE

    BDO is a full- service universal bank in thePhilippines. It has the ability to provide acomplete array of industry leading productsand services including Lending (corporate,

    middle market, SME, and consumer), Deposit-taking, Foreign Exchange, Brokering, Trust andInvestments, Credit Cards, Corporate CashManagement and Remittances in the Philippines.Through its local subsidiaries, the Bank offersLeasing and Financing, Investment Banking,Private Banking, Bancassurance, InsuranceBrokerage and Stock Brokerage services.

    BDO’s institutional strengths and value-added products and services hold the keyto its successful business relationships withcustomers. Its branches remain at the forefrontof setting high standards as a sales and service-oriented, customer- focused force. BDO has oneof the largest distribution networks, with morethan 875 operating branches and over 2,500ATMs nationwide as of December 31, 2014.

    Through strong organic growth and selectiveacquisitions, BDO has positioned itself forincreased balance sheet strength and continuingexpansion into new markets. As of De cember 312014, BDO is the country’s largest bank in termsof total resources, capital, customer loans, totaldeposits, and assets under management.

    BDO is a member of the SM Group, the country’slargest and most successful conglomeratewith businesses spanning between retail, malloperations, property development (residential,commercial, resorts/ hotel), and financialservices.

    CORE VALUES

    COMMITMENT TO CUSTOMERS.

    We are committed to deliver products andservices that surpass customer expectations

    in value and every aspect of customer service,while remaining to be prudent and trustworthystewards of their wealth.

    COMMITMENT TO A DYNAMIC AND EFFICIENTORGANIZATION.

    We are committed to creating an organizationthat is flexible, responds to change andencourages innovation and creativity; weare committed to the process of continuousimprovements in everything we do.

    COMMITMENT TO EMPLOYEES.

    We are committed to our employees’ growthand development and we will nurture them inan environment where excellence, integrity,teamwork, professionalism and performance arevalued above all else.

    COMMITMENT TO SHAREHOLDERS.

    We are committed to provide our shareholderswith superior returns over the long term.

    FINANCIALHIGHLIGHTS

    1/ Total capital accounts,inclusive of minority interest and preferred shares

    2/ Net Income attributable to shareholders of the parent bank

    3/ BDO paid-out regular quarterly cash dividends of P0.30 per common share in 2014 on the

    following dates: March 24,June 27, September 26,and December 29. The Bank also paid-

    out a special cash dividend of P0.90 per common share (top-up in respect of 2013 earnings)

    on July 25,20 14.

      In 2013,BDO paid-out a special cash dividend of P1.20 per common share (in respect of

    2012 earnings) on July 5, and quarterly cash dividends of P0.30 per common share

    beginning the second quarter which were paid-out on July 5,September 30 and

    December 27,2 013.

    4/ Cash dividends paid during the year divided by net profit of the prior year

    5/ Cash dividends per share paid during the year divided by average daily price for the year

    FINANCIAL & OPERATING HIGHLIGHTS 2014 2013 Change

    BALANCE SHEET (in billion PhP) 

    Resources 1,863.6 1,672.8 11.4%

    Gross Customer Loans 1,089.4 911.5 19.5%

    Trading and Investment Securities 221.5 227.9 -2.8%

    Deposits 1,492.3 1,345.3 10.9%

    Equity1/

      179.7 164.4 9.3%

    INCOME STATEMENT (in billion PhP) 

    Net Interest Income 51.2 43.2 18.7%

    Non-Interest Income 29.5 31.8 -7.4%

    Gross Operating Income 80.7 75.0 7.6%

    Operating Expenses 48.5 43.3 12.2%

    Net Profit/  22.8 22.6 0.9%

    FINANCIAL PERFORMANCE INDICATORS

    Profitability

    Return on Average Equity 13.4% 14.0%Return on Average Common Equity 13.7% 14.3%Return on Average Assets 1.3% 1.6%Margins and Liquidity

    Net Interest Margin 3.2% 3.3%Loans to Deposit Ratio 73.0% 67.8%

    Liquid Assets to Total Assets 38.1% 43.0%Cost Efficiency

    Cost to Income Ratio 60.1% 57.7%

    Cost to Assets Ratio 2.6% 2.6%Asset Quality

    NPL to Gross Customer Loans 1.3% 1.6%NPL Cover 188.4% 170.7%Capital and Leverage Basel III Basel II

    CET 1 Ratio 12.2% n.a.

    Tier 1 Ratio 12.6% 14.3%Capital Adequacy Ratio 14.4% 15.5%

    Assets to Equity 10.4x 10.2x

    DISTRIBUTION NETWORK AND MANPOWER

    Branches 876 815 7.5%

    ATMs 2,591 2,263 14.5%

    Employees 24,779 23,227 6.7%

    SHAREHOLDER INFORMATION

    Market Value

    Share Price (in PhP) 109.80 68.60 60.1%

    Market Capitalization (in billion PhP) 393.18 245.65 60.1%Valuation

    Basic Earnings per Share (in PhP) 6.27 6.22 0.8%

    Diluted Earnings per Share (in PhP) 6.27 6.18 1.5%

    Book Value per Share (in PhP) 48.56 44.28 9.7%

    Price-Earnings Ratio 17.51 11.03Price to Book Value 2.3x 1.5x

    Dividends

     / 

     Cash Dividends Paid (in billion PhP) 7.52 7.52Cash Dividends per Common Share (in PhP) 2.10 2.10

    Dividend Payout Ratio4/

      33.3% 51.9%Dividend Yield

    /  2.3% 2.6%

    Stock Dividends per share - -

    ACCOUNT(IN BILLION PHP)

    RESOURCES

    GROSS CUSTOMER LOANS

    DEPOSIT LIABILITIES

    CAPITAL FUNDS

    NET INCOME

    2010 2011 2012 2013 2014

    1,000.91,097.3

    1,241.5

    1,672.8

    1,863.6

    2010 2011 2012 2013 2014

    541.5670.1

    769.0

    911.51,089.4

    2010 2011 2012 2013 2014

    782.6858.6

    931.6

    1,345.31,492.3

    2010 2011 2012 2013 2014

    88.793.8

    154.4164.4

    179.7

    2010 2011 2012 2013 2014

    8.810.8

    14.5

    22.6 22.8

    The Board of Directors reviewed and noted the Corporate Mission and Visi on at its meeting on May 31,2014 .

  • 8/18/2019 BDO Unibank Vol1 2014

    4/33

    5

    BDO 2014 ANNUAL REPORT 5

     C  OR P  OR AT E P R  OF I  L E 

    4 www.bdo.com.ph

    MESSAGE FROM THECHAIRMAN EMERITUS

    The performance of BDO Unibank each year is consistently anchored on these significant pillars– wisdom and guidance of the Board of Directors; leadership of the management; dedication andinnovation of the employees; and trust of our valued shareholders. As the Bank moves forward, I am certain that the abovementioned stalwarts will remain committed inthe pursuit of making BDO the most reliable provider of banking products and services, staying at theforefront even amidst the enhanced competition expected from the regional economic integration. My heartfelt thanks to all of you for your support.

     Yours truly,

    Henry Sy, Sr.Chairman Emeritus

    To all our

    shareholders,

    MESSAGE FROMTHE CHAIRPERSON

    BDO had another good year in 2014. Weachieved good financial targets and maintainedleadership position in many business lines.For 2015, our focus will still be on growth—bothorganic and through acquisitions. Aside fromadding new businesses to service our clientsbetter and more efficiently, we will continuelooking for new growth platforms and deliverychannels to increase our scale especially inunderpenetrated business.

    We see a continuing growth in business bankingfrom large to small, as well as the growth inconsumer banking. We are also looking intoproducing long-term profitable growth bybuilding our franchise and delivery value to ourcustomers and the communities.

    We believe that strong corporate governance isessential to our Organization’s ability to achievesustainable growth. Our management hasinstilled the principle of good governance intoevery rank in the Organization.

    We have been impressed by our team members’dedication in serving our clients, but also by theirinitiative in assisting the communities wherewe operate. Through the BDO Foundation, theyprovide assistance during disasters, help buildcommunity multi-purpose centers, and volunteerin financial literacy education. The Bank alsoallocates funds yearly to the Foundation to buildschools and shelter.

    I have confidence that the Bank’s managementand its team members will continue to delivergood customer service and financial results, andwill sustain our leadership position in the future.We thank our board, our management and therest of our team for their commitment; and wethank our shareholders and our clients for theirtrust and confidence.

     Yours truly,

    Teresita T. Sy

    Chairperson

    To all our

    shareholders,

    We have been impressed

    by our team members’

    dedication in serving our

    clients, but also by theirinitiative in assisting the

    communities where we

    operate.

    5

    ME  S  S A GE  S 

    The performance of

    BDO Unibank each yearis consistently anchored

    on these significant

     pillars – wisdom and

    guidance of the Boardof Directors; leadership

    of the management;

    dedication and

    innovation of theemployees; and

    trust of our valued

    shareholders.

  • 8/18/2019 BDO Unibank Vol1 2014

    5/33

    7

    BDO 2014 ANNUAL REPORT 7

    R E VI  E W  OF  OP E R AT I   ON S 

    6 www.bdo.com.ph6 www.bdo.com.ph

    Our mindsethas always beento look pastthe prior years,gear up for thenext year, andnever rest on ourlaurels.

    MESSAGE FROMTHE PRESIDENT & CEO

    Over the last few years, we have been mak inginvestments in our productive capacity to take advantageof our emerging economy. From our mergers andacquisitions (M&A) activity to our organic branchexpansion to major upgrades in our electronic bankingservices to our regional expansion, we have made great

    strides in expanding our footprint and our capacity toservice our markets better. These investments are nowstarting to yield dividends.

    All these and more have allowed BDO Unibank to end theyear with another strong performance. Our net incomereached PhP22.8 billion, matching our earnings guidancefor 2014 and registering an equivalent 18% growth if wewere to exclude the one-off gains booked in 2013.

    We continue to post very good numbers in our corebusinesses. Total customer loans outpaced the industrywith a 20% growth to hit a record PhP1.1 trillion onbroad-based expansion across key markets. The Bank’stotal deposits also grew 11% to PhP1.5 trillion on theback of a 24% expansion in CASA deposits. Our netinterest income and fee-based income posted double-digit growth while our operating expense was kept at a

    manageable level despite sustained business and branchexpansion.

    At the end of 2014, BDO’s capital base at PhP180 billionremains the largest in the industry with a capital ratioof more than 14% comfortably above the regulatoryminimum under the Basel III framework.

    While the numbers speak for themselves and while wedeserve a certain sense of pride and urge to celebrate,our mindset has always been to look past the prior years,gear up for the next year, and never rest on our laurels.

    We are soon entering a new era to be ushered in by theASEAN economic integration. This development, togetherwith the liberalized entry of foreign banks, will result to amore competitive environment. The prevailing liquidity

    in the system and increased regulatory pressures such asthe higher capital requirements are also challenges wehave to contend with.

    Notwithstanding, we will be prepared to rise above thesechallenges if we all pull together as one.

    Let me end this by expressing my appreciation to allof you - our board of directors, our management andemployees, our investors, our clients and our otherstakeholders. T hank you for your unwavering confidenceand support in the Bank . Each year is an inspiring journeythat I am privileged to share with all of you.

     Yours truly,

    Nestor V. TanPresident & CEO

    REVIEW OF OPERATIONS

    To all our

    shareholders,

  • 8/18/2019 BDO Unibank Vol1 2014

    6/33

    9

    BDO 2014 ANNUAL REPORT 9

    R E VI  E W  OF  OP E R AT I   ON S 

    8 www.bdo.com.ph

    The Philippine economy staged a strong rally in the last quarter of 2014

    to pull up full-year growth to 6.1% and log the second fastest economic

    expansion in the region after China. The country also capped the year with

    upgrades from S&P and Moody’s, as both rating agencies affirmed the

    country’s solid growth prospects and sound macroeconomic fundamentals.

    This placed the country at one notch above investment grade.

    REVIEW OF OPERATIONSECONOMIC ENVIRONMENT

    FACTORS TO WATCH OUT FOR IN 2015

    Consumer spending fueled economic activityin 2014, with households benefiting from thesustained strength in OFW remittances andBPO revenues, as well as improved purchasingpower due to declining oil prices and slowerinflation in the fourth quarter. Export gainslikewise contributed to economic growth, alongwith the surge in public expenditures in thelast three months that offset prior governmentunderspending. On the supply side, the serviceand industry sectors (specifically transport, realestate, manufacturing and construction) weremajor beneficiaries from the rise in demand

    supported by low interest rates and fallingcommodity prices.

    Despite the increased market volatilitystemming from “tapering” or the terminationof US quantitative easing and geopoliticalrisks, the Philippines’ underlying resilience andmacroeconomic fundamentals remained intact.Last year, net inflows of foreign directinvestments (FDIs) hit a record high whilethe PSE Index climbed 23%, signifying stronginvestor confidence in the country.

    The global economy in 2015 faces modestgrowth prospects on uneven economicconditions across major economies, divergingglobal monetary policies among centralbanks, rekindled Greek debt problems andits ramifications, and continuing geopoliticaltensions in the Middle East.

    These challenges notwithstanding, the countryis seen continuing with its performance andposting sustained growth in 2015 driven by avibrant consumer base supported by increasing

    per capita incomes and favorable demographictrends; a subdued inflation environmenthelped by lower oil prices; and renewed publicexpenditure and infrastructure spending.

    The Philippines, with a higher and sustainablegrowth trajectory, is well-placed to againassert its position as one of Asia’s standoutperformers.

    BDO Unibank posted a record net income ofPhP22.8 billion in 2014 championed by thestrong expansion of its core businesses. Theamount, which matched its profit guidanceset for the year, represented an 18% growth interms of recurring earnings.

    The Bank’s lending and deposit-takingbusinesses were the lead performers as theycontinued to display healthy and robustearnings despite domestic and global economicpressures, specifically the low interest rateenvironment that prevailed in the year.

    Total loan portfolio reached PhP1.1 trillion,up 20% from the previous year and in linewith industry growth. Large corporate clientsaccounted for the biggest component, followedby the middle market and consumer segments.

    Senior Executive Vice President and Head of theInstitutional Banking Group Walter C. Wassmerobserves that business activity and optimismwere evident in 2014. The re was markedincrease in borrowings of local clients tosupport their operations. Foreign corporationsalso continued to establish or expand theirbusinesses in the Philippines.

    “The performance was notable even withpressure from market liquidity. The growthtrajectory experienced during the yearwill continue in 2015 given the continuousexpansion of the economy,” he shares.

    OPERATIONAL HIGHLIGHTS

    Lending to corporates grew 17%, fueled by

    acquisition finance, project finance for powergeneration and select PPP (Public-PrivatePartnership) projects. Commercial lendinglikewise posted a solid growth of 26%.

    “The commercial lending business whichincludes SME will continue to work closelywith Branch Banking Group (BBG) to supportthe lending needs of new and existing clients,”Wassmer says.

    “The performance was notable evenwith pressure from market liquidity.The growth trajectory experiencedduring the year will continue in 2015given the continuous expansion of theeconomy."

    Walter C. Wassmer Institutional Banking Group

    RECORD NET INCOME

    PhP22.8 billion

    RECURRING INCOME

    18% GROWTH

    TOTAL LOAN PORTFOLIO

    PhP1.1 trillion

  • 8/18/2019 BDO Unibank Vol1 2014

    7/33

    11

    BDO 2014 ANNUAL REPORT 11

    R E VI  E W  OF  OP E R AT I   ON S 

    10 www.bdo.com.ph

    On the consumer lending side, there was alsonoticeable and solid demand for auto loans,mortgages and credit cards. BDO leveraged on

    its expanded geographic reach for wider clientcoverage and increased capacity to handlegreater business volumes.

    As a result, consumer loan portfolio rose 18%in 2014, with mortgages registering the highestgrowth, followed by auto loans and credit cards.

    "With the GDP growth and highe r income,we had more opportunities. People felt moreprosperous, and low interest rates made theloans more attractive to them,” said Rolando C.Tanchanco, Executive Vice President and Headof the Consumer Lending Group (CLG).

    For 2015, CLG targets continued growth inits portfolio, increase in market share andimproved profitability. CLG is confident it canachieve these by sustaining its competitiveadvantage through its people, its processes andits customer focus.

    BDO Leasing and Finance, Inc. (BDOLF), asubsidiary of the Bank, took advantage of theopportunities for growth by financing the needsof capital intensive industries: transportation(which comprised at least 20% of its portfolio)and logistics, construction, mining, real estate,trading and service-related industries. BDOLFalso tapped into new growth markets tocomplement the business generated from key

    industries, further bolstering its loan portfolio.This resulted in a 28% year-on-year growth inits portfolio.

    BDOLF expanded the coverage of its targetmarket by leveraging on client relationshipsand the Bank's wide network, allowing it toexpand its portfolio and diversify its fundingsources. BDOLF increased its portfolio throughcompetitive pricing, stronger manpowercomplement and improved operationalefficiencies.

    DEPOSIT-TAKING BUSINESS

    BDO opened 61 new branches, bringing thetotal to 875 as of year end . This is consistentwith the Bank’s objective to reach moremarkets. Its acquisition of Citibank Savingsand the assets and branch network of The RealBank was aligned with this goal. Identifyingthe right site is the primary challenge in branchbanking. Sites were selected according totheir prospective contribution to the Bank’sexpansion agenda.

    Total deposits grew by 11% to PhP1.5 trillion in2014. However, CASA deposits grew at a muchfaster pace of 24% and accounted for 64% ofthe total deposits. This growth reflects strongmarket intelligence and attention to the needsof the Bank’s existing and potential clients. For2015, BDO aims to open more than 50 newbranches.

    "With the GDP growth and higher income,we had more opportunities. People felt moreprosperous, and low interest rates made theloans more attractive to them."

    Rolando C. TanchancoConsumer Lending Group

    “We will continue to plan for branch openingswhere we can maximize our market reach withthe end view of providing superior bankingservices and convenience to our customers,”according to Jaime C. Yu, Senior Executive Vice-President and Head of Branch Banking Group.

    The continued good performance of thePhilippine economy coupled with electionspending will give rise to increased activity.While competition will be as fierce, the Bankis poised to benefit from the measures it hadput in place and the reputation it had built overthe years. BDO is confident it will continue tosee strength and growth in its core businesses,enough to propel it to achieve its targets andmaintain its position as the industry leader.

    TREASURY

    Aside from the on-target performance of itscore lending and deposit-taking businesses,BDO’s other business units also registeredrespectable performance despite thechallenges in the domestic and internationalenvironment.

    Challenges to the Bank’s performance camenot only from within the country but fromglobal pressures as well. Europe and Japan,for instance, embarked on Quantitative Easingto avert a recession. The Bank, anticipatinga tightening policy from both the BangkoSentral ng Pilipinas (BSP) and the US FederalReserve, kept its duration moderate and itspositions relatively flexible. Treasury was ableto capitalize on market opportunities that allowthem to realize better than expected tradinggains despite a more difficult environment.

    The Bank took a cautious stance in terms of

    managing its portfolio as the BSP introducedtightening measures in the second half of theyear in line with the US tapering.

    "We lightened our overall portfolio includingour exposures in emerging markets andshortened its duration," according to PedroM. Florescio, III, Executive Vice President andTreasurer.

    Further, the Bank took advantage of its viewof a strong dollar scenario, allowing the Bankto generate trading profits. The Bank expectsthe US dollar to continue outperformingother currencies in 2015. Thus, its trading andportfolio activities will be aligned with thisoutlook.

    "We expect the US Federal Reserve to hikeinterest rates in the second half of 2015," saysFlorescio. "We will also take a cue from thestronger Philippine economy, anchored on OFWremittances and Business Process Outsourcingrevenue. Election spending, governmentinfrastructure spending and lower commodityprices will support this scenario.”

     “We will continue to plan for branchopenings where we can maximize ourmarket reach with the end view ofproviding superior banking services andconvenience to our customers.”

     Jaime C. YuBranch Banking Group

    CASA DEPOSITS GROWTH

    24%BRANCHES IN TOTAL

    875

    TOTAL DEPOSITS

    PhP1.5 trillion

    CONSUMER LOANPORTFOLIO

    18% GROWTH

    BDO LEASINGLOAN PORTFOLIO

    28% GROWTH

  • 8/18/2019 BDO Unibank Vol1 2014

    8/33

    13

    BDO 2014 ANNUAL REPORT 13

    R E VI  E W  OF  OP E R AT I   ON S 

    12 www.bdo.com.ph

    INVESTMENT BANKING

    The series of investment upgrades granted by

    the various credit rating agencies made thePhilippines the darling both of investors andinvestment bankers.

    "The buoyant economy and generally bullishprospects for Philippine corporates attractedmore foreign and local investment housescoming in, expanding their presence andcoverage," says Eduardo V. Francisco, Presidentof BDO Capital and Investment Corp.Capital raising activities in 2014 remained

    robust. There was a record amount of pesobonds listed in PDEX with a total volume ofPhP191.9 billion vs. 2013’s PhP83.5 billion.

    Significant capital was raised by the PhilippineStock Exchange through IPOs, follow-onofferings and preferred share issues with anaggregate issue size of PhP 66 billion. Loangrowth was strong at 20% as more borrowersraised capital to take advantage of low interestrates and excess liquidity in the market.

    BDO Capital was at the forefront of thesecapital raising activities either through equitiesor fixed income for both the government andprivate companies. These firms were in a widearray of industries, such as food and beverage,real estate, fossil-based and renewable power,airports, telecommunications, toll roads,banking, and hotel and entertainment.

    It posted a 14.4% growth in the number ofdeals done in 2014 compared to the previousyear. These notable deals include the following:

    IPOs:

    Century Pacific Food, Inc.’s PhP3.2 billionIPO (adjudged Best Deal in the Philippinesfor 2014 by The Asset) as Joint LeadManager, Joint Lead Underwriter and JointBookrunner

    Double Dragon Properties Corp.’s PhP1.2billion IPO as Joint Lead Underwriter

    Phoenix Semiconductor Philippines Corp.’sPhP1 billion IPO as Sole Issue Manager andLead Underwriter (first Korean companyIPO in the Philippines)

    Debt Issues:

    Pagbilao Energy Corporation’s PhP33.3billion Project Finance Facility (adjudged

    “The buoyant economy and generallybullish prospects for Philippine corporatesattracted more foreign and local investmenthouses coming in, expanding their presenceand coverag e.”

    Eduardo V. Francisco

    BDO Capital & Investment Corp.

    Best Project Finance Deal in Southeast Asiaby Alpha Southeast Asia Magazine) as JointMandated Lead Arranger

    GMR Megawide Cebu Airport Corp.’sPhP23.3 billion Project Finance Facility asLead Arranger (first PPP airport project forthe Philippines)

    Republic of the Philippines’ PhP140.4 billionBond Exchange Program as Joint DealManager

    JG Summit Holdings, Inc.’s PhP30 billion

    Bonds as Joint Lead Manager and Joint LeadUnderwriter

    Del Monte Pacific Ltd.’s USD350 millionBridge Loan as Sole Arranger

    Vista Land Corporation’s PhP5 billion Bondsand USD 225 million Guaranteed Notes

    Bloomberry Resorts & Hotel Inc.’s PhP11.4billion Notes as Lead Arranger and SoleBookrunner

    Philippine Long Distance TelephoneCompany’s PhP15 billion Bonds as JointLead Underwriter

    San Miguel Brewery, Inc.’s PhP15 billionBonds as Joint Lead Manager

    Alternergy Wind One Corporation’sUSD105 million Multi-Currency ProjectFinance Facility as Mandated Lead Arrangerand Bookrunner

    For 2015, BDO Capital is gearing up forincreased advisory and capital raising needs ofits clients. It anticipates more foreign investorscoming in for the PPP as well as private sectordeals. Local groups will also need funding fortheir various projects.

    All these services would need solutions

    “We expect the US Federal Reserveto hike interest rates in the secondhalf of 2015. We will also take a cuefrom the stronger Philippine economy,anchored on OFW remittancesand Business Process Outsourcingrevenue. Election spending,government infrastructure spendingand lower commodity prices willsupport this scenario.”

    Pedro M. Florescio IIITreasury Group

    “We will launch funds with thefollowing themes: global equity,developed markets property, andcountry-specific equity funds...we willalso offer global bonds and preferredshares to investors who want incomeand capital preservation.”

     Ador A. AbrogenaTrust and Investments Group

    provided by the various groups of the Bank —from branch banking, trust, corporate banking,treasury and even cash management.

    BDO Securities, the Bank’s stock brokeragearm, held its own among domestic brokeragehouses. It saw a turnover of PhP125.8 billion for2014, ranking 2nd among local brokers with noforeign tie-up partner and 11th among all thebrokers.

    Large trading volumes reflected strongappetite from both local and international fundmanagers.

    Given these events and the projections for2015, BDO Securities intends to roll out itsinternet trading platform, increase investorawareness on the stock market and encouragemore individual participation in the equitymarket.

    WEALTH MANAGEMENT

    The Bank's wealth management and trustbusinesses performed relatively well in 2014.

    The Trust and Investments Group (TIG) posteda year-end assets under management (AUM)of PhP597.5 billion, representing a modest

    NUMBER OF DEALS

    14.4% GROWTH

  • 8/18/2019 BDO Unibank Vol1 2014

    9/33

    15

    BDO 2014 ANNUAL REPORT 15

    R E VI  E W  OF  OP E R AT I   ON S 

    14 www.bdo.com.ph

    increase of 2.6% from the 2013 level of PhP582billion.

    BDO Private Bank (BDOPB), on the other hand,ended 2014 with a total AUM (composed oftrust and deposits) of PhP279 billion.

    On a consolidated basis, the Bank accounts forone-third of the country's trust business. A key highlight was its ability to maintainits leadership in the management of unitinvestment trust funds (UITFs) despite theprolonged low interest rate environment and

    volatility due to the global political events. Theall-time bestseller was the BDO Peso MoneyMarket Fund. Its low volatility and higher yieldoffered a good opportunity to start getting intoinvestment funds. This is currently the biggestUITF in the Philippines with net asset value(NAV) of PhP145.9 billion as of year-end. TheBDO UITFs, with combined NAV of PhP237.7billion represent about 40% of the local UITFbusiness.

    TIG believes that BDO's industry leadershipis attributable to its attentiveness to clients'needs and preferences. It recognizes that mostFilipinos are risk-averse, preferring short-termplacements.

    Through continuing investor education, TIGwants clients to appreciate the fact thatgoing up the risk spectrum enables one to gethigher yields, beat inflation and participate inthe country's economic development. To thisend, the newly launched equity fund, the BDOSustainable Dividend Fund (SDF), is anothergood channel for investments – a portfolioof equities with a consistent track record ofdividend payments and a high dividend yield.When the market is down, these dividendsprovide a good cushion for one's investments.As a result, the BDO SDF ended the year withassets of close to PhP2 billion while posting afull year return of 26%, outperforming PSEi'sfull year return of 22.8%. The trend towards accounts giving TIG fullinvestment discretion continued during theyear with retirement funds, endowment,insurance and pre-need funds growing byPhP37.2 billion and UITFs growing by PhP10.5

    billion, indicating that clients see added value inBDO Trust's investment expertise.

    TIG makes it a point to ensure that the UITFsare sold correctly, and that clients understandtheir options completely. Informationmaterials and financial wellness events are keycomponents of the education process. "For 2015, the Bank intends to diversify itsinvestments and move from purely Philippineassets into global investments. We will launchfunds with the following themes: global equity,developed markets property and country-

    specific equity funds. We will also offer globalbonds and preferred shares to investors whowant income and capital preservation," saysAdor A. Abrogena, Executive Vice President andHead of Trust and Investments Group.

    Taking advantage of internet technology, it willalso offer online investing and online financialeducation. Finally, for the convenience of theUITF participants, BDO will extend the dealingcut-off time from 12:00 noon to 2:30 pm forthe bond, balanced and equity funds. The EasyInvestment Plan, Easy Redemption Plan and theSwitching Features will also be incorporated inall BDO UITFs.

    For its part, BDOPB, the wholly owned

    subsidiary of BDO that services the high networth clients through its open architectureplatform, also had to operate in an environmentof volatility amid mixed global developments.

    Despite these conditions, BDOPB increasedinvestments in domestic securities and offshoresecurities, notably the new issuances of fixed-income investments, equity and unitized funds.BDOPB expanded its products and servicesand offered more investment alternatives to itsclients.

    According to BDOPB President Josefina N. Tan,

    "Clients are starting to look at foreign currency-based investments, not only from knownPhilippine corporate names but also fromsimilarly situated corporate names in the Asia-Pacific and North-American regions."

    In 2014, BDOPB expanded its coverage ofinternational investments including ExchangeTraded Funds, to meet the changing needs ofits clientele.

    Moving forward, BDOPB intends to intensify itsinvestments and move from purely Philippineassets into global equities. It will also moveinto funds with themes such as global equity,developed markets property, and country-specific equity funds. To investors seeking

    “Clients are starting to look at foreigncurrency-based investments, not onlyfrom known Philippine corporatenames but also from similarly situatedcorporate names in the Asia-Pacific andNorth-American regions.”

     Josefina N. TanBDO Private Bank 

    income and capital preservation, it intends tooffer global bonds and preferred shares.

    PAYMENT & ELECTRONIC SERVICES

    The Bank’s remittance business, through BDORemittance, managed to perform better thanthe industry on the back of the continuedstrength of OFW remittances, which reachedover USD26 billion at the end of 2014.

    BDO posted double-digit growth in the numberor volume of remittance transactions largelydriven by the expanding channels being

    provided by the Bank to Filipino workers andresidents abroad. These channels were a resultof the partnerships it entered into with anumber of foreign banks.

    In 2014, BDO formed alliances with DBS inSingapore and Emirates NBD in United ArabEmirates and with both of them having strongFilipino client base, the partnerships pavedthe way to a more secure and convenient wayof sending remittances using their respectiveonline banking platforms.

    “Filipinos who maintain an account with thesebanks are able to send money with security andease to the Philippines anytime using onlinebanking. It can be noted also that this sending

    “Filipinos who maintain an account withDBS and Emirates NBD are able to sendmoney with security and ease to thePhilippines anytime using online banking.It can be noted also that this sendingmarket prefers another convenient way ofremitting money.”

    Geneva T. GloriaRemittance Distribution

    “Foreign banks have taken notice ofthe business potential generated fromremittances. Given this, they have startedto offer their own retail remittance servicetargeting migrant workers includingFilipinos. We also saw an increase in onlineremittance providers in the industry.”

     Jonathan C. DioknoRemittance Origination

  • 8/18/2019 BDO Unibank Vol1 2014

    10/33

    17

    BDO 2014 ANNUAL REPORT 17

    R E VI  E W  OF  OP E R AT I   ON S 

    16 www.bdo.com.ph

    To further sustain clients’ confidence inelectronic banking, the Bank established adedicated fraud management team handlingend-to-end processing of possible fraudulenttransactions—from detection, reporting,investigation, blocking and recovery. It alsomade investments in protecting ATM terminals.In all, these measures proved so effectivethat they resulted in halving fraud lossesyear-on-year, well ahead of overall industryperformance.

    The bank’s fraud prevention efforts will also geta significant boost with the conversion of BDOATM Debit Cards to become EMV technologycompliant, which was completed this year forATM Debit Cards of BDO Hongkong Branch, andwill commence for local cards in late 2015.In 2014, there was 99% increase in demandfor payments and 28% for collections throughelectronic channels. This demonstratesthe momentum building in corporateclients’ preference for faster, more efficientsettlements.

    In providing solutions to these needs, BDOhas proven to be the right partner, enablingcorporate clients to put more order andefficiency in their financial affairs. Ultimately,BDO seeks to build payment communities

    “We are constantly on watch for newtrends and leading paradigms, and howwe can tap into advances in technologyfor the benefit of o ur clients.”

    Emmanuel T. NarcisoTransaction Banking Group

    market prefers another convenient way ofremitting money,” says Senior Vice PresidentGeneva T. Gloria.

    The Bank also strengthened its remittancenetwork in Malaysia via a partnershipagreement with its remittance leader CIMB

    Islamic Bank (CIMB), and forged a tie-up withEurogiro, a global payments community thatfacilitates cross border payments among itsmember-companies composed of postal banksworldwide.

    At the local front, BDO embarked on a bank-wide grassroots program to acquire newclients and increase deposits in areas withhigh concentration of OFWs. Through BDORemittance, the Bank was able to successfullycapture and convert remittance clients to openthe BDO Kabayan Savings Account in severalkey provinces.

    These activities done by the Bank helped softenthe impact of rising industry competition andimplementation of the more stringent rulesand regulations in the global financial sector toaddress specifically the escalating problem onmoney laundering.

    “Foreign banks have taken notice of thebusiness potential generated from remittances.Given this, they have started to offer their ownretail remittance service targeting migrantworkers including Filipinos. We also saw anincrease in online remittance providers in theindustry,” states Senior Vice President and Headof Remittance Origination Jonathan C. Diokno.

    Competition from non-bank financialinstitutions was also strong. The pawnshops, forinstance, remain aggressive in their expansionby pursuing direct remittance agreementswith foreign money transfer companies insteadof maintaining a partnership with just onebank that maintains relationships with severalremittance tie-ups.

    Globally, numerous bank accounts ofremittance companies have been closed byforeign banks in response to concerns aboutthe alleged reputational money laundering andterrorism financing risks associated with thefinancial sector.

    Moving forward, BDO will sustain its effortson forging strategic partnerships with foreignbanks and money transfer companies. Forthe domestic side, the Bank will continue toexpand its client base through grassroots retailprograms and develop sustainable activities to

    ensure customer retention.

    The Bank now has the largest ATM network inthe country, while its electronic channels aresteadily gaining ground. Aggressive deploymentof offsite ATMs, effective online bankingcampaigns, and an improved mobile bankingplatform were key components.

    Two factors drove growth in online banking in2014. First, the ergonomic design of the siteprovided a seamless and intuitive customerexperience. Second, focused marketingcampaigns via tri-media and digital mediacomplemented branch-based marketingprograms to boost enrollment and usage.One challenge to customers’ adaptation ofelectronic channels is concern regardingonline security. Fully realizing this, the Bankconstantly pushed customer awareness of thesecurity risks involved in electronic banking,the countermeasures it is taking, and the waysusers can minimize these risks. These effortshave helped lower resistance to usage.

    “We are constantly on watch for new trendsand leading paradigms, and how we can tapinto advances in technology for the benefit ofour clients,” says Emmanuel T. Narciso, SeniorVice President and Head of Transaction BankingGroup.

    within the Bank by linking buyers and sellerswho have accounts with BDO, and by enablingreal-time payments to and from each other tosettle commercial transactions.

    “In addition to improving service availability,quality, and channel security through the use ofnew technologies and processes, a big part ofour agenda for 2015 is to engineer a significantshift to electronic means of collecting anddisbursing funds in place of the traditionalmeans of checks, papers and coins,” explainsNarciso.

    INSURANCE

    In the past few years, Filipinos have undergonea shift in their concept of insurance, basedlargely on their personal experiences or theirvicarious observations.

    According to BDO Insurance Brokers, Inc.(BDOI) Senior Vice President and Group Head,Ma. Theresa L. Tan, people have become moreconscious of the impact of calamities on theirproperties.

    “The market has somehow matured and peoplehave realized the importance of insurance intheir lives, properties and businesses. Thereis also an effort on the part of the insuranceindustry to educate the market,” Tan adds.

    This trend has actually been observed for thepast five years, with BDO Insurance observingan average of 25% growth in premiums, and30% in commissions. These rates, being higherthan the growth of the insurance industry, makeBDOI the number one broker in the country.

    In 2014, BDOI hit the PhP5-billion and PhP1-billion premiums and commissions, respectively.This is due to growing business referrals ofthe Bank and also BDOI’s own effort to growaccounts organically and retain existingbusiness.

    Insurance packages for the retail market wereimproved in terms of benefits and pricing tomake them more competitive.

    In the corporate sector, BDOI expanded itstechnical expertise in specialty lines such as

    FOREIGN REMITTANCETIEUPS

    335

    OFW REMITTANCES

    USD26 billion

  • 8/18/2019 BDO Unibank Vol1 2014

    11/33

  • 8/18/2019 BDO Unibank Vol1 2014

    12/33

    21

    BDO 2014 ANNUAL REPORT 21

    R E VI  E W  OF  OP E R AT I   ON S 

    20 www.bdo.com.ph

    Digital Infrastructure

    There was particular attention to theestablishment of Big Data infrastructure tosystematically provide business units withstatistical and demographic data. Foremostamong the support activities in 2014 was thecreation and management of infrastructure fora strategic and enterprise-wide consolidatedcustomer data platform. Thi s would allowthe Bank to develop products and servicesthat are more responsive to customer needs.Similarly, a better fraud-detection system wasimplemented to enhance the Bank’s capabilityto detect, accurately and expediently, paymentcard fraud.

    For 2015, the Bank will continue to enhanceits consolidated customer informationrepository. It will incorporate tools to enableefficient consumption of data for analytics andelectronic channels platforms.

    Risk ManagementTrue to its mandate, the Bank’s RiskManagement Group (RMG) continuouslyevaluates its risk management frameworkto ensure that it meets the challenges andrequirements of the markets in which the Bankoperates, including regulatory requirements.“This is especially important as the globaleconomy struggles to gain momentum and

    persistently low rates impac t interest margins,”according to Evelyn L. Villanueva, ExecutiveVice President and Head of Risk ManagementGroup.

    In 2014, RMG established the framework for themonitoring of Basel III Liquidity Standards usingBasel-prescribed parameters in the interim.This is while the banking industry is awaitingregulatory guidelines from the Bangko Sentralng Pilipinas (BSP). Such standards validate thatBDO has sufficient liquidity under Basel-definedstress scenarios, being well above the minimumrequirements.

    RMG also completed the development of thecalculation engine for probability of defaultunder Basel’s Foundation Internal RatingsBased (IRB) approach for the corporate andcommercial portfolio and Advanced IRBapproach for the consumer portfolio.

    IRB refers to a set of credit-risk measurementtechniques proposed under Basel II capitaladequacy rules for banking institutions. Theseinitiatives will also enable the Bank to be ina position to early adopt Philippine FinancialReporting Standards (PFRS) 9 should it decideto do so.

    In the same year, RMG likewise completed thefollowing:

    Validation of the Trans-Union Bureau Scorewhich will assist the Consumer LendingGroup (CLG) in streamlining the credit cardapplication and decision-making process.Consumer Collection scorecards, in additionto Application and Behavioral scorecards,are also continually being developed toassist CLG in their collection strategy tofurther optimize the collection process.

    Continued to perform Rapid PortfolioReviews (RAPAPAP) and industry studiesto identify any vulnerabilities in thecredit portfolio. For a more proactivemanagement of credit and market risks,reverse stress testing, to complement theregular stress testing, was institutionalizedto determine the level of exposure the Bankcan take to still meet regulatory capitalrequirements.

    Real Estate Stress Test (REST) was alsoregularly conducted to comply with BSPrequirements. REST results as of End-December 2014 show that BDO complieswith the minimum Tier 1 ratio and CAR onConsolidated Basis.

    The Bank will continue to focus its efforts onproactive risk management, ensuring thatall activities are consistent with the Bank’sstrategies and risk appetite.

    Investor RelationsThrough its investor relations unit, the Bank

    reached out to more investors throughincreased participation in global and localconferences, non-deal roadshows, investorforums and one-on-one meetings with existingand prospective investors. These efforts haveresulted in a broader shareholder base asshown by the increase in the Bank’s foreignownership to 32.4% in 2014 from 30% in 2013.

    BDO is seen as a progressive universal bankand the market leader in most business lines,with a solid business franchise, strong capitaland balance sheet as well as sound businessstrategies. Given these, BDO believes that itis in a good position to take advantage of thecountry’s growth prospects. With the Bank’sfinancial results and growth potential, BDO’sshare price surged 60% in 2014 to PhP109.80per share, outperforming both the PhilippineStock Exchange index and the financial indexwhich rose by 23% and 19%, respectively.

    Global Operations

    The Bank is aggressively expanding its footprintabroad to service the remittance requirementsof the OFWs and to present the financialcapabilities of BDO to foreign investors who areinterested in doing business in the Philippinesthrough its remittance and representativeoffices respectively. In 2014, BDO obtainedadditional licenses to operate in Korea, Dubaiand Canada. "The Bank continues to look forstrategic locations where it can establish itspresence. Existing locations are also periodicallyreviewed and rationalized, as needed,"according to Anthony Q. Chua, Executive Vice

    President and Head of Global Operations.

    Central OperationsThe Bank implemented a new phonebankingsystem and a unified platform solution for itsCustomer Contact Center to automate front-office and back-office core processes for bettermanagement of customer communications.The solution also provided more performancemonitoring tools and data analytics for bettercustomer experience management.

    BDO also employed technology to improvethe BDO Rewards experience, enabling it todo targeted marketing campaigns while at thesame time enhancing security features.In terms of Premises Management, aside frommulti-storey office buildings put up in QuezonCity and Cagayan de Oro City, there were 64new bank branches and 10 relocated ones,with 51 renovations. The Group was able to

     Anthony Q. ChuaGlobal Operations

    Evelyn L. VillanuevaRisk Management

    Luis S. ReyesInvestor Relations

    Ricardo V. Martin Myla R. UntalanInformation Technology Digital Infrastructure

  • 8/18/2019 BDO Unibank Vol1 2014

    13/33

    23

    BDO 2014 ANNUAL REPORT 23

    R E VI  E W  OF  OP E R AT I   ON S 

    22 www.bdo.com.ph

    complete 98% of all repair requests received.

    Outward Fund Transfer System was startedin August 2014, and the target completionto cover all branches and head office users isin May 2015. This is a browser-based systemreplacing the existing Lotus Notes-basedsystems for a centralized framework and a moresecure environment.

    Compliance and LegalThe Bank completed the updating of theinformation sharing framework, independentcompliance checking framework, and the

    implementation of the Foreign Account TaxCompliance Act, as well as the SAS Anti-Money Laundering monitoring system. Theseaccomplishments all ensure BDO’s compliancewith regulatory requirements.

    For 2015, the Compliance Unit will tap thesupport of the Information Technology Groupin implementing automation initiatives andsupport systems.

    Through its Legal Services Group, the Bank fast-tracked the resolution of non-loan related casesin favor of the Bank. As a result, the number ofcases dropped more than 34% in 2014.

    The Group was also able to collect long-outstanding receivables from unreturnedsecurity deposits.

    In terms of Intellectual Property, the Bank wonthe 2014 Best Asia Pacific Team of the Year

    Award from the World Trademark Review, inrecognition of efforts to protect the “BDO”brand.

    The thrust of the team for 2015 is to producesimplified but quality documentation andbetter efficiency at the least possible risk andexpense exposure for the Bank.

    Human ResourcesAmong other inroads in Human Resources,an integrated Human Resource InformationSystem was implemented to replace multiplestand-alone systems. This ensures one true

    version of employee information. Academepartnerships were strengthened to provide asteady recruitment source of targeted collegeand university graduates.

    On the employee relations front, theeconomic provisions of the 2013-2015Collective Bargaining Agreement (CBA) wasimplemented. A series of partnership fora withrepresentation from Human Resources, BranchManagement , and the Union Stewardshipwere conducted in regional clusters topromote common understanding and standardappreciation of policies. This tripartite exerciseprovided an effective channel for resolutionsof employee issues and concerns in variousgeographical areas.

    For 2015, the Bank will continue to create newpolicies and revisit existing ones to ensurerelevance with changing business needs and tomeet global models in business operation.

    Comptrollership

    Comptrollership, meanwhile, sustained itsefforts in supervising the quality of the Bank’saccounting, auditing, and financial reporting.

    Marketing CommunicationsIn 2014, the Bank employed a focused localmarketing approach, exploring both theretail and corporate segments as well as thesynergies that such combination of effortsmight offer. Through these efforts, the Bankfocused on provincial markets that offeredthe most potential, as these are fueled byremittances from foreign workers with

    beneficiaries in the provinces.

    The digital platform and social media werealso used as main channels of the Bank’smarketing thrust for the past year, recognizingits prevalence and popularity among existingand future customers. “BDO will continueto explore ways to reach out to customersusing traditional and non-traditional means,”according to Rafael G. Besa, Senior VicePresident and Group Head for MarketingCommunications. After careful assessment ofthe market’s preferred venue for additionalinformation, BDO launched its official Facebookpage in November 2014.

    EXPECTATIONS IN 2015

    The Philippines remains one of the region'stop performers in 2015, with growth driven bya resilient consumer sector, rising investmentflows, and revived government spending.

    The country offers a lot of potential and is anattractive growth market, given its expandingdomestic base, young population and rising percapita incomes. Opportunities for large-scaleinfrastructure projects likewise abound giventhe country's requirements in the areas oftransport, road network, energy/power, utilities

    and health facilities, among others.

    With its strong business franchise, growthstrategy and solid capital base, BDO iswell-placed to take advantage of marketopportunities and take an active part in thecountry's economic expansion.

    Rafael G. BesaMarketing Communications

    Evelyn C. SalagubangHuman Resources

    Lucy C. Dy Comptrollership

     Angelita O. CortezOffice of the CorporateSecretary 

    Dennis B. VelasquezCentral Operations Group

    Rebecca S. TorresCompliance

  • 8/18/2019 BDO Unibank Vol1 2014

    14/33

    25

    BDO 2014 ANNUAL REPORT 25

    AWAR D S AND C I  T AT I   ON S 

    AWARDS ANDCITATIONS

    AWARDS ANDCITATIONS

    BEST BANK

    Best Bank: BDO (5 Consecutive Years), Alpha Southeast AsiaBest Domestic Bank in the Philippines: BDO Unibank, Asiamoney

    Best Bank in the Philippines (2 Consecutive Years, 2013-2014), EuromoneyBest Bank in the Philippines (5 Consecutive Years, 2010-2014), FinanceAsiaBest Bank in the Philippines, Global FinanceBest Domestic Bank: BDO (2 consecutive years), The Asset

    BEST INVESTMENT BANK

    Best Investment Bank: BDO Capital & Investment Corp. (8 Consecutive Years),Alpha Southeast Asia

    Best Investment Bank in the Philippines: BDO Capital & Investment (9 consecutive years, 2006-2014), FinanceAsia

    Best Domestic Investment Bank: BDO Capital & Investment (9 consecutive years), The Asset

    BEST PRIVATE BANKBest Private Banking Services Overall in the Philippines (2013-2014), EuromoneyBest Private Wealth Management Bank: BDO Private Bank (7 Consecutive Years),

    Alpha Southeast AsiaBest Private Banking Services Overall in the Philippines (2013-2014), EuromoneyBest Private Bank in the Philippines (7 Consecutive Years, 2008-2014), FinanceAsiaBest Private Bank - Philippines (2010-2014), The Asset

    INDIVIDUAL AWARDS

    Asian Corporate Director of the Year: Teresita Sy-Coson, Corporate Governance AsiaAsia's Best CEO (Investor Relations): Teresita Sy-Coson, Corporate Governance AsiaAsia's Best CFO (Investor Relations): Pedro M. Florescio III, Corporate Governance AsiaBest Investor Relations Professional (Philippines): Luis S. Reyes, Jr., Corporate Governance Asia2nd Asian Company Secretary of the Year Award (2 consecutive years): Edmundo L. Tan,

    Corporate Governance AsiaOne of the most Astute Investors in Philippines Peso Bonds: Ryanna Berza-Talan and

    Bernard Florencio, The Asset

  • 8/18/2019 BDO Unibank Vol1 2014

    15/33

    27

    BDO 2014 ANNUAL REPORT 27

     C  OR P  OR AT E P R  OF I  L E 

    26 www.bdo.com.ph

    CORPORATE SOCIALRESPONSIBILITY

    OTHER AWARDS

    Syndicated Loan House of the Year: BDO Capital & Investment, Asia Pacific Loan MarketAssociation (APLMA)

    Best Trade Finance Bank , Alpha Southeast AsiaBest FX Bank for Corporate & F is, Alpha Southeast AsiaMost Organised Investor Relations & Best Senior Management IR Support, Alpha Southeast AsiaBest of the Best Managed Companies 2014 - Best Managed Company for the Philippines,

    Medium Cap (2005-2006), AsiamoneyBest Local Cash Management Bank in the Philippines as voted by small-sized corporates,

    AsiamoneyBest Local Domestic Cash Management Services in the Philippines as voted by large-sized

    corporates, AsiamoneyBest of the Best Banks 2014 - Best Domestic Debt House in the Philippines (2006-2010):

    BDO Capital & Investment Corporation, AsiamoneyBest Local Cross-Border Cash Management Services in the Philippines as voted by small-sized

    corporates, AsiamoneyPhilippine Domestic Project Finance Bank of the Year, Asian Banking & FinanceOnline Banking Initiative of the Year, Philippines, Asian Banking & FinanceSME Bank of the Year, Philippines, Asian Banking & FinanceSilver awardee for Corporate Social Responsibility Program of the Year, Asian Banking & FinanceTop Commercial Bank in Generating Remittances from Overseas Filipinos (for the year 2013),

    Bangko Sentral ng PilipinasOutstanding PhilPass Participant Servicing Customer e-Payments - Commercial Bank

    (for the year 2013), Bangko Sentral ng PilipinasRecipient of Corporate Governance Asia Recognition Awards for 10 consecutive years,

    Corporate Governance AsiaRecipient of Best CSR, Corporate Governance AsiaRecipient Best Corporate Communications Team, Corporate Governance AsiaRecipient Best Investor Relations by Company (Philippines), Corporate Governance AsiaBest Relationship Management in the Philippines (2012 and 2014), EuromoneyBest Foreign Exchange Bank in the Philippines, FinanceAsiaTrade Finance Provider, Philippines, Global FinanceBest Investment Bank in the Philippines: BDO Capital & Investment, Global FinanceTrusted Brand Gold Award (2008-2014), Reader's DigestStrongest Balance Sheet in the Philippines for 2014, The Asian BankerBest Cash Management Bank in the Philippines, The Asian BankerOne of the Top Investment Houses in the Philippines, The AssetOne of the Top Investment Houses in the Philippines: BDO Private Bank, The AssetBest Deal, Philippines for Century Pacific Food PhP3.2 billion IPO: BDO Capital & Investment,

    The AssetTop Bank in the Philippines in the Top 1000 World Banks Ranking, The Banker2014 Asia Excellence Brand Award, Yazhou Zhoukan

  • 8/18/2019 BDO Unibank Vol1 2014

    16/33

    29

    BDO 2014 ANNUAL REPORT 29

     C  OR P  OR AT E  S  O C I  AL R E  S P  ON S I  B I  L I  T Y 

    28 www.bdo.com.ph

    That millions of Filipino communities arevulnerable to the effects of disasters, naturaland human-induced, and that there is need tohelp them rebuild their lives are the focus ofthe activities of BDO Foundation — the Bank’scorporate social responsibility arm.

    “Sometimes, dreams can be challengedespecially by external circumstances. We atBDO seek to enable people to dream again.And the first step after relief operations is torebuild and rehabilitate,” according to MaureenC. Abelardo, BDO Foundation President.

    For the year 2014, BDO, through its foundation,pursued its projects on education (schoolbuildings), health (rural health centers), andshelter (resettlement housing) for Filipinosacross the country, especially those whohad been battered by numerous typhoonsand other recent disasters. It also undertookcapacity-building activities to enablecommunities to retool themselves and makethem more resilient.

    CORPORATESOCIALRESPONSIBILITY

    “More than the recognition,

    however, what drives BDO and

    its foundation to carry on its

     projects is the knowledge thatthese help improve the lives

    of individuals and families — the less privileged and the

    vulnerable, those who need

    help the most.”

    Relief Operations

    Past disasters will not be the last to threatencommunities. To respond to this continuingreality, BDOF adopted an integrated approachin its relief operations through the activeengagement of BDO volunteers in over 875branches and satellite offices, and a supply chainof SM stores to pack the goods. BDO’s extensivebranch network has been helpful in the conductof such relief activities.

    School buildings

    The shortage of classrooms in Philippine publicschools is a lingering problem. Calamitiesworsen the situation. When the se occur, existingclassrooms and school buildings are damaged ordestroyed altogether, while the remaining one sare used as evacuation centers.

    Amid these realities, BDOF recognizes thatchildren need the regularity of daily learning,

    whatever the weather and however difficult thesituation.

    Toward this end, BDOF, again in partnershipwith SM Foundation, completed and turnedover two school buildings in Capiz and Aklanin 2014. These are two-storey buildings withfour classrooms each. Three (3) more are underconstruction in Tacloban City, Negros Occidentaland Iloilo, all on the Yolanda corridor.

    TWO-STOREYSCHOOLBUILDINGS INAKLAN AND CAPIZ

    2

  • 8/18/2019 BDO Unibank Vol1 2014

    17/33

    31

    BDO 2014 ANNUAL REPORT 31

     C  OR P  OR AT E  S  O C I  AL R E  S P  ON S I  B I  L I  T Y 

    30 www.bdo.com.ph

    Shelter

    In Mati, Davao Oriental and in Sta. Fe, Leyte, tworesettlement sites began construction in 2014.The former, with 69 housing units, is for victimsof typhoon Pablo. The latter is for persons withdisabilities and the victims of typhoon Yolanda,through the Foundation for These-AbledPersons, Inc (FTI). The Leyte resettlement sitewill have 100 units, all pre-fab and designed byGerman technology.

    Together with the Federation of Filipino-ChineseChambers of Commerce, Inc. (FFCCCII), BDObuilt ten (10) one-storey school buildings withtwo classrooms each in Sorsogon, Laguna,Sultan Kudarat, North and So uth Cotabato,Ilocos Sur, Zamboanga, Leyte and Bohol.

    With the Philippine Geothermal ProductionCompany, Inc. (PGPC), BDOF completed andturned over a two-storey, four-classroombuilding for Baybay Elementary School inCatarman, Samar. Similar projects are underway in Pandan, Antique (in tandem with US-Philippines Society) and San Miguel, Leyte withInjap Investments, Inc.).

    10 TWO-STOREY SCHOOL BUILDINGSWITH 2 CLASSROOMS EACH

    1 TWO-STOREY,4 CLASSROOM

    BUILDING

    2 RESETTLEMENT SITESWITH 69 HOUSING UNITS

    45 MOTORIZED FISHING BOATS

    2015: SCHOOL BUILDINGS, RURAL

    HEALTH CENTERS, SHELTER SITES

    BDOF recognizes that there is not just a needto build houses, but to establish functioningcommunities. These resettlement sites are not just made up of individual housing units. Theycome with a multi-purpose hall or communitycenter where residents can hold workshops andother socio-civic, religious and other activities.These community centers are equippedwith a kitchenette, comfort rooms and otherfurnishings and fully funded by BDO employeesand officers.

    Livelihood

    Forty-five motorized boats with fish nets weredonated by BDO employees and officers toProject BANGKA (Bigay Agad NG Kabuhayan)of Regina Rica Foundation for the residents ofBarangay Santikan, San Dionisio, Iloilo.

  • 8/18/2019 BDO Unibank Vol1 2014

    18/33

    33

    BDO 2014 ANNUAL REPORT 33

     C  OR P  OR AT E  G OVE R NAN C E 

    32 www.bdo.com.ph

    Onward, with passion and commitment

    In 2015, BDO through its foundation expectsto see the full delivery of projects — schoolbuildings, rural health centers and shelter sites– which commenced the previous year. It willcontinue to align its activities in the directionof relief, rehabilitation and reconstructionespecially along the Yolanda corridor. There willalso be an effort to help communities in otherareas — equally devastated by disaster but whichhave not received ample attention and support,thus getting left behind in the long process ofhealing and rebuilding.

    It also recognizes that an important componentto delivering on this commitment is forgingpartnerships with foreign and local companies/agencies that share its values and objectives.For 2015 and the years ahead, BDO withits foundation affirms its leadership and itscommitment to initiate and support community-based programs that uplift the lives ofmarginalized sectors especially those in disaster-affected areas.

    CORPORATEGOVERNANCE

    This is consistent with “Building dreams forothers, rebuilding lives” — the theme of whatthe Bank, through BDO Foundation, does forcommunities across the country. The theme alsoserves as a road map of the Bank’s continuedpursuit to make a difference.

    True rewards

    Testaments to the Bank’s passion andcommitment are the Asia ResponsibleEntrepreneurship Awards 2014 for SocialEmpowerment, and the CSR Program of the year(Silver) from the Asian Banking and Finance.

    “More than the recognition, however, what drivesBDO and its foundation to carry on its projects isthe knowledge that these help improve the livesof individuals and families — the less privilegedand the vulnerable, those who need help themost,” says Abelardo.

  • 8/18/2019 BDO Unibank Vol1 2014

    19/33

    35

    BDO 2014 ANNUAL REPORT 35

     C  OR P  OR AT E  G OVE R NAN C E 

    34 www.bdo.com.ph

    BDO Unibank Inc. is at the forefront in good corporate

    governance. The Bank upholds the highest standards of

    ethical behavior and responsible conduct of business:

     protecting the interests of, and creating value for its

    shareholders. Anchored on the principles of accountability,

    fairness, integrity, transparency and performance, BDO’s

    governance philosophy creates a corporate culture that

     promotes the institution’s sustainability.

    CORPORATEGOVERNANCE

    GOVERNANCE STRUCTURE

    The effective governance of the Bank is acollective effort of the Bank’s directors, officersand staff.

    BOARD OF DIRECTORS

    The Board is composed of 11 members, 4 ofwhom are independent directors and aided by 3advisers. All are professionals from various fieldsof expertise with the background, qualifications,skills and competencies to collectively dischargethe Board’s responsibilities effectively. Thesefields include banking, accounting, finance, law,merchandise marketing, strategy formulation,bank regulations and risk management.

    The Board is elected by the shareholders. Itbears the ultimate responsibility for the Bank’sgovernance, strategy, risk management andfinancial performance. Its primary role is toprotect and enhance shareholder value through

    supervision and oversight of the Bank and itswholly-owned subsidiaries, and affiliates tothe extent possible. It sets the strategic vision,direction and long-term goals of the Bank,approves and monitors financial plans, annual

    budgets, capital expenditures, major acquisitionsand divestments, annual and interim financialstatements, enterprise risk strategy, reviewmanagement performance, develop successionplans for the Board and CEO and fulfillscorporate social responsibility to ensure thatthe Bank is managed in a manner that fulfillsstakeholders’ expectations.

    The Board conducts a yearly self-assessment ofits performance.

    In the conduct of its affairs, the Board holdsregular monthly meetings and special meetingsas needed. In 2014, the Board met 13 times toevaluate and approve various matters related tothe Bank’s operations.

    Directors No. of Meetings Attended Total No. of Me etings Percentage Rating

    1. Teresita T. Sy 13 13 100%

    2. Jesus A. Jacinto, Jr. 13 13 100%

    3. Nestor V. Tan 13 13 100%

    4. Josefina N. Tan 13 13 100%

    5. Antonio C. Pacis 13 13 100%

    6. Jimmy T. Tang 12 13 92%

    7. Cheo Chai Hong 11 13 85%

    8. Jones M. Castro, Jr. 13 13 100%

    9. Jose F. Buenaventura 11 13 85%

    10. Christopher A. Bell-Knight 13 13 100%

    11. Gilber to C. Teodoro, Jr.* 7 8 87%

    12. Henry T. Sy, Jr.** 3 5 60%

    ATTENDANCEBoard of Directors Meetings 2014

    * Elected as Independent Director on April 25, 2014 vice Henry T. Sy, Jr. ** Term ended April 25, 2014

    BOARD COMMITTEES

    To assist the Board in discharging its roles andfunctions effectively, it delegates to nine (9)Committees specific responsibilities based onclearly defined mandates as follows:

    Executive Committee

    Chairperson: Teresita T. Sy

    Members: Jesus A. Jacinto, Jr., Josefina N. Tan,

    Nestor V. Tan, Antonio N. Cotoco andGuia C. Lim (commencing April 25, 2014)

    The Board has empowered the ExecutiveCommittee to act on its behalf as the mainapproving body for Bank exposures, particularlyapproval/confirmation of credit proposals,investments, disposal of acquired assetsand other projects or initiatives to enhancethe Bank’s operating and service deliverycapabilities.

    The Committee met 51 times in 2014 with Ms.Teresita T. Sy attending 42 meetings, Mr. JesusA. Jacinto, Jr., 47 meetings, Mr. Nestor V. Tan, 36meetings, Ms. Josefina N. Tan, 50 meetings, Mr.Antonio N. Cotoco, 42 meetings and Ms. Guia C.Lim, 46 of 49 meetings.

    Audit Committee

    Chairperson: Jose F. Buenaventura (Independent Director)

    Members:

    Jones M. Castro, Jr. (Independent Director),Jimmy T. Tang (Independent Director),Jesus A. Jacinto, Jr.

    Advisers: Shirley M. Sangalang (until April 25, 2014) andCorazon S. de la Paz-Bernardo

    The Audit Committee provides oversightof the internal and external audit functionsand ensures both the independence frommanagement of internal audit activities. Otherresponsibilities include:

    • Recommending the appointment andremoval of external auditors, fixing of auditfee and approval of payment of fees for anyother services rendered by the auditors.

    • Oversight of the Bank’s financial reportingprocess and the disclosure of its financialinformation to ensure that the financialstatements are correct, sufficient, credible,and compliant with regulations governingfinancial reporting.

    • Reviewing, with management, the financial

    statements before submission to the Board.

    • Approving the annual audit plans of theinternal and external auditors and reviewingtheir reports of examination, including thatof wholly-owned subsidiaries focusing onsignificant findings and their resolutions.

    • Reviewing and evaluating, together with theexternal and internal auditors, the system ofinternal and financial controls, governanceprocesses and risk management policiesas designed and implemented by seniormanagement for adequacy, effectiveness andimprovements; it has authority to investigateany matter within its Terms of Reference.

    In performing its oversight responsibilities,the Audit Committee provides to the Boardassurance on the existence of an effectiveinternal control environment that ensuresthe efficiency and effectiveness of operations,reliability of financial and other managementinformation, adequacy of disclosures andcompliance with relevant laws and regulations.

    For the 2014 financial year, the Audit Committeehas reviewed the audited financial statementswith management and external auditors. Itbelieves that the financial statements are fairlypresented in conformity with the relevantfinancial reporting standards in all materialaspects. It reported that it has evaluated theeffectiveness of the internal controls, riskmanagement systems and governance processesof the Bank based on information obtainedfrom the External Auditor, the assuranceprovided by the Internal Auditor, and additionalreports and information requested from Senior

  • 8/18/2019 BDO Unibank Vol1 2014

    20/33

    37

    BDO 2014 ANNUAL REPORT 37

     C  OR P  OR AT E  G OVE R NAN C E 

    36 www.bdo.com.ph

    Management. The Bank’s systems are assessedas generally adequate and its operational risk isdeemed moderate.

    The Committee held 12 meetings, all of whichwere attended by Ms. Corazon de la Paz-Bernardo. All other members attended 11 times.

    Corporate Governance Committee

    Chairperson: Jones M. Castro, Jr. (Independent Director)

    Members: 

    Jesus A. Jacinto, Jr.,Jimmy T. Tang (Independent Director),Christopher A. Bell-Knight

    The Corporate Governance Committeeis primarily tasked to assist the Board informulating the policies and overseeing theimplementation of the corporate governancepractices of the Bank and its subsidiariesand relevant affiliates. Annually, it conductsthe performance of self-evaluation of theBoard of Directors, its committees, executivemanagement and peer evaluation of directorsto assess the overall effectiveness of the Board.It also oversees the implementation of theDirectors Orientation and Continuing EducationProgram.

    In 2014, it undertook the updating and revisionsof the Corporate Governance Manual to alignwith the requirements of SEC and the ASEANCorporate Governance Scorecard ( ACGS),published the Bank’s compliance with OECDprinciples on Corporate Governance andconducted again the annual performancereview of the Board, committees, directorsand executive management. On continuingeducation, 3 separate sessions of the ExclusiveCorporate Governance Seminar were conductedby accredited training providers of the SECwith a total of 87 attendees from the Board ofDirectors and Senior Management of the Bankand its subsidiaries.

    The Independent Directors and Non-ExecutiveDirectors, chaired by lead director Jones M.Castro, Jr., conducted four (4) executive sessionsduring the year with the External Auditor andHeads of Internal Audit, Risk Management and

    Compliance without the presence of seniormanagement to discuss various matters/issuesoutside of the regular meetings of the Audit andRisk Management Committees. The results ofthese sessions were discussed with the Bank’sChairperson, President and other ExecutiveDirectors.

    The Committee also initiated the enhancementsof corporate governance policies of theBank with the approval of the Related PartyTransactions Policy, establishment of the RelatedParty Transactions Committee, adoption of aformal Dividend Policy and revisions of the Term

    Limit of Independent Directors, Whistle BlowerPolicy and Code of Conduct and Business Ethicsand the creation of the Information TechnologySteering Committee.

    To ensure full disclosure and transparency, theCommittee undertook the submission of AnnualCorporate Governance Report to the SEC andupdating of the corporate website.

    The Committee met six times in 2014 withMessrs. Jones M. Castro, Jr. and Jesus A. Jacinto,Jr. attending all meetings, while Messrs. Jimmy T.Tang and Christopher A. Bell-Knight attended 5of 6 meetings.

    Trust Committee

    Chairperson: Antonio C. Pacis

    Members: Gilberto C. Teodoro, Jr.(Independent Director-commencing April 25,2014); Cheo Chai Hong; Nestor V. Tan;Ador A. Abrogena andHenry T. Sy, Jr.(until April 25, 2014)

    The Trust Committee reviews and approvestransactions between trust and/or fiduciaryaccounts, the investment, reinvestment anddisposition of funds or property, offering ofnew products and services, establishmentand renewal of lines and limits with financialinstitutions, investment outlets andcounterparties, accepts and closes trust/otherfiduciary accounts. It evaluates trust andother fiduciary accounts at least once a yearand reviews the Trust and Investment Group’s

    over-all performance, profile of funds andaccountabilities under its management, industryposition, and the risk management reports.

    In 2014, the Committee approved theintroduction of new business/productsto serve client requirements better andenhance existing products to improve servicedelivery. It undertook revision of marketpricing methodology, product manuals andreclassification of IMA/TA accounts to addressregulatory concerns. It also establishedguidelines in the integration and consolidationof Deutsche Bank accounts. It performed self-

    assessment on Trust risk rating to establishbaseline and determine areas for improvement.

    The Committee met 13 times with Messrs.Antonio C. Pacis, Nestor V. Tan and Ador A.Abrogena attending all meetings. Mr. Cheo ChaiHong was present in 12 meetings. Mr. GilbertoC. Teodoro, Jr. attended all meetings since hisappointment vice Mr. Henry T. Sy, Jr., and Mr.Henry T. Sy, Jr. was present in three meetingsheld until April 2014.

    Risk Management Committee

    Chairperson: Jones M. Castro, Jr. (Independent Director)

    Members:Nestor V. Tan; Josefina N. Tan;Christopher A. Bell-Knight

    The Risk Management Committee is responsiblefor the development of the Bank’s risk policies,defines the appropriate strategies for identif ying,quantifying, managing and controlling riskexposures including preventing and/orminimizing the impact of losses when they occur.It supports the Board in pe rforming its riskoversight functions and reviews the over-all riskmanagement philosophy, risk strategy and risktolerance levels, oversees the implementationand review of the risk management plan onan integrated enterprise-wide basis, system oflimits of management of discretionary authoritydelegated by the Board and takes immediatecorrective actions when breached. It is alsoresponsible for reassessing the continuedrelevance, comprehensiveness and effectivenessof the risk management plan, and revises it

    when needed. The Committee also reviews riskreports that control and monitor risk exposuresand limits.

    In 2014, the Committee conducted regulardiscussions on the Bank’s risk exposures andmitigation of these risks, approved the renewalof risk management policies and limits andnewly-developed risk management modelsand reviewed the performance of the existingrisk management models. It also reviewed andupdated the Terms of Reference in compliancewith BSP Circular 749.

    The Committee met 12 times in 2014 withMessrs. Jones M. Castro, Jr. and Nestor V. Tanattending all meetings, while Ms. Josefina N. Tanand Mr. Christopher A. Bell-Knight were presentin 11 meetings.

    Nominations Committee

    Chairperson:

    Henry T. Sy, Jr. (until April 25, 2014),Josefina N. Tan (commencing April 25, 2014)

    Members:

    Jose F. Buenaventura(Independent Director- commencing April 25,2014); and Jimmy T. Tang (Independent Director)

    The Nominations Committee leads the processof identifying and recommending candidatesfor appointment as Directors and for other keypositions taking into account the experience,expertise, knowledge and skills of the candidates,giving full consideration to succession planningand the leadership needs of the Bank. Itrecommends the composition and chairmanshipof the various committees. It reviews thestructure, size and composition of the Board,including the balance of skills, knowledge andexperience and the independence of the non-executive Directors, and recommends changesif necessary. It also reviews all nominationsfor the appointment, re-appointment, electionor re-election of Directors of the Bank andmembers of the various committees consideringtheir performance, commitment and abilityto contribute to the Board and makesrecommendations to the Board on appointmentof new Directors, when necessary.

  • 8/18/2019 BDO Unibank Vol1 2014

    21/33

    39

    BDO 2014 ANNUAL REPORT 39

     C  OR P  OR AT E  G OVE R NAN C E 

    38 www.bdo.com.ph

    In 2014, the Committee approved thenominations of the regular directors of the Bank,conducted a search for an independent directorand nominated Mr. Gilber to C. Teodoro, Jr.. Itevaluated and recommended the appointmentof two (2) Executive Vice Presidents and two(2) Senior Vice Presidents. It also revised itsTerms of Reference specifically the processof identifying candidates for appointment asDirectors.

    The Committee met 5 times in 2014 with Ms.Josefina N. Tan and Mr. Jimmy T. Tang attending

    all meetings, while Mr. Henry T. Sy, Jr. in 2meetings and Mr. Jose F. Buenaventura in 3meetings.

    Compensation Committee

    Chairperson:  Jimmy T. Tang (IndependentDirector)

    Members:  Jesus A. Jacinto, Jr.; Josefina N. Tan;and Teresita T. Sy

    The Compensation Committee providesoversight on directors’ compensation andremuneration of senior management consistentwith the Bank’s culture, corporate values andstrategic objectives, effectively aligned withprudent risk taking and commensurate withcorporate and individual performance. It alsoensures consistency of the compensationpolicies and practices as applied acrossthe Group with the objective of attracting,motivating, rewarding and retaining qualitypersonnel and creating incentives for deliveringlong-term performance within established risklimits.

    In 2014, it reviewed the increase in FringeBenefits Program of officers and staffimplemented thru the SM E-card.

    The Committee held one (1) meeting in 2014with all the members in attendance.

    Information Technology SteeringCommittee

    Chairperson: Gilberto C. Teodoro, Jr. (Independent Director)

    Members: Nestor V. Tan; Ricardo V. Martin

    The Information Technology SteeringCommittee provides oversight and governanceover the Bank’s IT functions, including approvalsof information technology-related policies and

    practices of the Bank and applicable guidelines.It informs the Board of both internal andexternal IT-related developments and activities,potential challenges and risks, progress versusstrategic objectives and major IT projects. Itapproves and endorses to the Board IT-relatedbest practices, strategic plans, policies andprocedures.

    After it was constituted by the Board ofDirectors on August 30, 2014, the Committeeheld two (2) meetings to approve the Bank’sInformation Technology Model, the IT Table ofOrganization, IT Group Job Descriptions andEnterprise Technical Contingency Plan of theBank and endorse these for the a pproval of theBoard of Directors.

    Members of the Committee attended allmeetings.

    Related Party Transactions Committee

    Chairperson: Jose F. Buenaventura (Independent Director)

    Members:Christopher A. Bell-Knight; Jimmy T. Tang(Independent Director) and Jones M. Castro, Jr.(Independent Director-Alternate Member)Adviser: Jesus A. Jacinto, Jr.

    The Related Party Transactions Committeeassists the Board in its oversight of the conductof all Related Par ty Transactions (RPTs) toprotect the interests of the Bank and itsstakeholders. It ensures proper disclosure of allapproved RPTs in accordance with applicablelegal and regulatory requirements and

    confirmation by majority vote on the AnnualStockholders’ meeting the Bank’s significanttransactions with related parties.

    The Committee was constituted on December 6,2014. No meeting was held in 2014. Prior to theestablishment of the Committee, the review andapproval of Related Party Transactions (RPTs)were done by the full Board of Directors withthe Director who is a related party abstainingfrom the deliberation and voting. In performingtheir oversight functions, the Related PartyTransactions Committee (RPTC) will reviewall material RPTs and endorse to the Board of

    Directors for approval, with the Director who isa related party abstaining from the deliberationand voting.

    BEYOND COMPLIANCE

    After putting in place the necessary governancemechanisms to promote good governanceacross the institution, the Bank has continued toreinforce and strengthen its structure, processesand practices of governance through adoptionof best practices focused on the following keyelements:

    1. Composition of the Board – the numberof Independent Directors was increasedfrom 3 to 4. Independe nt Directors andNon-Executive Directors would constitute63.63% (7 of 11 members) of the Boardwho are independent of management andcould exercise unfettered and independent judgment, free from any business or otherrelationship that could materially interferewith the exercise of their ability to act inthe best interest of the Bank and otherstakeholders.

    2. Term Limit of Independent Directors –reduced to a total of 9 years of service whichis the threshold of foreign jurisdictionsin determining that directors are stillindependent.

    3. Selection of Board Members - using anexternal database to the extent possible andidentifying the qualifications of directorsaligned with the Bank’s strategic directionsand promoting diversity of the Board.

    4. Executive Sessions of Independent andNon-Executive Directors - chaired by a LeadDirector without the presence of senior

    management.5. Creation of the Related Party Transactions

    Committee - to ensure that RPTs areconducted in manner that prevents theoccurrence of improper conflict of interest.

    6. Adoption of an expanded Code of Conductand Business Ethics - that is applicable toDirectors, Officers and employees of theBank. It covers the Bank’s commitment toa gender friendly workplace, concern foroccupational health, safety and environment,transparency, integrity and accountability,compliance with laws and regulations,standards of behavior and personal conduct

    and ethics of doing business.7. Adoption of a formal Dividend Policy - as

    a way of recognizing the importance ofproviding a stable and sustainable dividendstream consistent with its commitment toshareholders. The Dividend Policy Statementis published in our corporate website atwww.bdo.com.ph/corporate governanceunder Company Policies.

    8. Release of audited financial statementsnot later than 60 days - after the close ofthe financial year to promote transparencyand full disclosure of the results ofthe operations of the Bank to variousstakeholders and the general public.

    9. Improvements in stakeholder engagement- through the implementation of variousinitiatives to recognize their roles, promoteequitable treatment and protection oftheir rights. Additional information couldbe found in the Definitive InformationStatement.

    AWARDS AND RECOGNITION

    These awards reflect our deep commitmentto the practice of corporate governance tomeet stakeholders’ expectations, fulfill ourfiduciary role, and ensure the sustainabilityof BDO as an institution.

    Corporate Governance Asia Philippine Stock Exchange Institute of Corporate DirectorsTop 50 Publicly-Listed Companies in theASEAN Corporate Governance Scorecard Asian Company Secretary of the

    Years 2013 and 2014

  • 8/18/2019 BDO Unibank Vol1 2014

    22/33

    41

    BDO 2014 ANNUAL REPORT 41

    B  OAR D  OF DI  R E  C T  OR  S 

    40 www.bdo.com.ph

    BOARD OFDIRECTORS

    L-R (standing): Atty. Edmundo L. Tan, Cheo Chai Hong, Jimmy T. Tang,Jones M. Castro, Corazon S. De la Pa z-Bernardo, Josefina N. Tan,Gilber to C. Teodoro , Jr., Jose F. Buenavantura , Antonio C. Pacis, Jose T.Sio; L-R (seated): Nestor V. Tan, Teresit a T. Sy, Chr istopher A. Bell-Kni ght,Jesus A. Jacinto, Jr., Washington Z. SyCip

  • 8/18/2019 BDO Unibank Vol1 2014

    23/33

    43

    BDO 2014 ANNUAL REPORT 43

    B  OAR D  OF DI  R E  C T  OR  S 

    42 www.bdo.com.ph

    64, Filipino, is the Chairperson of BDO Unibank,Inc. and was first elected to the Board in 1997.Concurrently, she serves as the Chairperson, ViceChairperson, and/or Director of various subsidiariesand affiliates of BDO such as BDO Private Bank,Inc., BDO Leasing & Finance, Inc., BDO Capital &Investment Corporation, BDO Foundation, Inc.,Generali Pilipinas Holding Company, Inc., GeneraliPilipinas Life Assurance Company, Inc., andGenerali Pilipinas Insurance Co., Inc. She is the ViceChairperson of SM Investments Corporation andAdviser to the Board of SM Prime Holdings, Inc. Shealso sits as Chairperson, Vice Chairperson and/orDirector of Multi Realty Development Corporation,

    Belleshare Holdings, Inc. (formerly SM CommercialProperties, Inc.), SM Mart, Inc., SM Retail, Inc.,Prime Metroestate Inc. (formerly Pilipinas Makro,Inc.), and First Asia Realty Development Corp. Agraduate of Assumption College, she brings tothe board her varied expertise in banking andfinance, retail merchandising, mall and real estatedevelopment.

    TERESITA T. SYChairperson

    67, Filipino, has been elected Vice Chairmanof BDO since May 1996, and is concurrently

    the Chairman and President of BDO InsuranceBrokers, Inc. He also heads Jaces Corp. asChairman and President; and J anil Realty,Inc. and JAJ Holdings, Inc. as President.He is likewise Director of Bayer Phil., Inc.Formerly, he was Director and Executive VicePresident of CityTrust Banking Corp.; Directorof CityTrust Investments Phil. and CityTrustFinance Corp.; and Vice President andManaging Partner of Citibank N.A. He holds aBachelor’s degree in Business Administrationfrom Fordham University in New York Cityand MBA (International Business) fromColumbia University, New York City.

    JESUS A. JACINTO, JR.Vice Chairman

    DIRECTORS'PROFILE

    70, Canadian, was elected Director of BDOUnibank, Inc. on July 27, 2013. Until hiselection as Director,